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Page no. 120; OF 28; Tentacle Trap (EL 7)
...a greater glyph of warding summons a field of tentacles of black energy up from beneath the glass. Attacking with surprise and a +5 bonus on initiative, the tentacles make grappling attacks against anyone in the room at a +10 attack bonus, treated as a large creature with a strength score of 19. Thus, the grapple check modifier is +18. Once the tentacles grapple an opponent they may make a grapple check each round on their turn to deal 1d6+4 points of bludgeoning damage.
Any creature that enters the room while the trap is active is immediately attacked by the tentacles. Even creatures who aren't grappling with the tentacles may only move at half normal speed.
Tentacle Glyph: CR 7; +18 grapple, anything in the room (1d6+4); Search (DC 31); Disable Device (DC 31)

*I have based this on the 3.5 version of Evard's black tenacles as this seems what the effect more or less was.

*One thing to note is that the original had not implicitly factored in the strength bonus. Also, the v3.5 spell calls for a grapple check by the victims every round, but doesn’t mention whether a touch attack to grab is needed as well. If you add this requirement, the touch attack to grab the target is made at +13 as the tentacles are treated as Large.

*I have updated the challenge rating to 7. This is based off of the CR for traps which note CR is highest spell used (greater gylph of warding +1. Due to the fact that this trap is permanent this is probably an ok estimate.

*I would say a dispel magic versus caster level 10 (the assumed caster level) would suppress them, other spells by GM call.

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Page no. 121; OF 30; Mistress Naquent's Chamber
Spectre(1): hp 45; see Monster Manual page 232.

Glyph's of warding (3): CR 4; 5-ft. burst of cold (5d8);Reflex save DC 19 half; Search (DC 28); Disable Device (DC 28);

... two potions of Protection from Energy (Fire and Acid) ... a masterworked Heavy steel shield...

*Note: the traps in this room are now CR 4 rather than CR 3, but as the EL was rounded to 9 this doesn't effect the rooms EL.

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Page no. 121; OF 32; Prison Complex
Daagra: Female annis Rgr5; CR 9; Large monstrous humanoid; HD 7d8+14 plus 5d8+10; hp 78; Init +5; Spd 40 ft.; AC 26 (touch 10, flat-footed 25); Base Atk +12; Grp +24; Atk +19 melee (1d6+8 Claw) or +12 ranged (2d6/x3); Full Atk +19 melee (1d6+8, 2 claws) and +14 (1d6+4 bite) or +10/+10/+5/+0 ranged (2d6/x3 large longbow); Space/Reach: 10ft./10ft.; SA Favored enemy (Humans +4, Elves +2), improved grab, rake 1d6+8, rend 2d6+12, spell-like abilities, spells; SQ Combat Style (archery), Damage reduction 2/bludgeoning, darkvision 60 ft., spell resistance 19, Wild Empathy; AL CE; SV Fort +10, Ref +10, Will +7; Str 26, Dex 12, Con 14, Int 13, Wis 13, Cha 11.

Skills and Feats: Bluff +8, Concentration +8, Diplomacy +2, Disguise +0 (+2 acting), Hide +7, Intimidate +2, Listen +11, Move Silently +8, Search +9, Spot +11, Wilderness lore +9; Alertness, Blind-Fight, Endurance, Great Fortitude, Improved Initiative, Power attack, Track.

Improved Grab (Ex): To use this ability, an annis must hit a Large or smaller opponent with a claw attack. It can then attempt to start a grapple as a free action without provoking an attack of opportunity.

Rake (Ex): Attack bonus +14 melee, damage 1d6+8. An annis can attack a grappled foe with both claws at no penalty.

Rend (Ex): An annis that hits with both claw attacks latches onto the opponent’s body and tears the flesh. This attack automatically deals an extra 2d6+12 points of damage.

Combat Style: Rapid shot when wearing light or no armour.

Spell-Like Abilities: 3/day—disguise self, fog cloud. Caster level 8th. DC = 10 + spell level.

Spells Prepared (1; base DC=11 + spell level): 1st – magic fang.

Possessions: Potion of Bear’s endurance, Potion of heroism, +2 large chain shirt, large longbow, 12 arrows, platinum bracelet (200gp).

*Gave Daagra archery combat style as she has a bow but no other weapons (relies on natural weapons).

*With the new 3.5 ranger skill points (plus the changes to the Annis) I had a few left over. Sunk 6 into concentration (skill removed with 3.5 for Annis) due to no better non cross class skill and the old 3.0 Annis had it, plus put the rest into hide, listen, and spot (skills reduced in 3.5). These changes bring Daagra more or less in-line with the original version.

*Combat Casting has been dropped for the Annis in 3.5 and replaced with Great Fortitude.

*Rake has reduced the nastiness that was tear, but the Annis is balanced out with the improvements conferred by the combat style.

*Rend now does Str bonus x1.5 rather than Str bonus x2

Reunoux: Azer; hp 11; see Monster Manual page 21.

Vister: Female elf Pal7; CR 7 (currently 6 without gear); Medium-size humanoid (elf); HD 7d10+7; hp 50; Init +1; Spd 30ft.; AC 11 (touch 11, flat-footed 10); Base Atk: +7; Grp +9; Atk +9 melee (1d3+2 subdual, unarmed strike); Full Atk +9/+4 melee (1d3+2 subdual, unarmed strike); SA Smite evil (2/day, +2 attack, +7 damage), turn undead 5/day (as Clr4); SQ Immune to sleep, low-light vision, paladin abilities, +2 bonus on saves against enchantment effects; AL LG; Sv Fort +8, Ref +5, Will +5; Str 14, Dex 13, Con 12, Int 10, Wis 12, Cha 15.

Skills and feats: Concentration +6, Diplomacy +4, Heal +3, Knowledge (religion) +1, Listen +3, Ride +11, Search +2, Spot +3; Dodge, Mobility, Mounted Combat.

Paladin Abilities: Aura of good, detect evil, divine grace, lay on hands (14 points/day), aura of courage, divine health, remove disease 1/week.

Spells Prepared (2; base DC = 11 + spell level; Caster level 3): 1st-divine favor, protection from evil.
Possessions: None (currently imprisoned).

*In v3.5, Vister has the option to summon her mount once per day after being freed from the cell (it would be useless or in danger while she is imprisoned). If you don’t want to add this component to her, assume her mount died less than thirty days ago (say, when she was captured). She can then not summon a new one yet, but she takes a –1 penalty on attack and damage rolls. On the other hand, her summoned mount appears with the gear it had when it left last, which could include some minor equipment for her. This might make her slightly more useful as an NPC deep in the Outer Fane. (Thanks Zans)


Troll: hp 70; see Monster Manual page 247.

Maluccus: Lammasu; hp 60; see Monster Manual page 165.

He has these spells prepared (6/6/5/4/2; base DC = 13 + spell level):
0-create water, detect magic light, mending, purify food and drink, resistance; 1st-bless, comprehend languages, cure light wounds*, doom, endure elements, hide from undead; 2nd-aid*, bear's endurance, bull's strength, consecrate, hold person; 3rd-cure serious wounds*, dispel magic, invisibility purge, searing light; 4th-holy smite*, neutralize poison.
*Domain spell. Deity: -. Domains: Good (casts Good spells at 8th level); Healing (casts Healing spells at 8th level)


Athemal: Male halfling Com2; CR 1; Small humanoid (halfling); HD 2d4+2; hp 8; Init +3; Spd 20ft.; AC 14 (touch 14, flat-footed 11); Base Atk +1; Grp -3; Atk +2 melee (1d4, demonic left arm) or +5 ranged; SA Demonic left arm; SQ +1 bonus on attacks with thrown weapons and slings, +2 morale bonus on saves against fear; AL NG; SV Fort +3, Ref +4, Will +1; Str 10, Dex 17, Con 14, Int 10, Wis 10, Cha 8.

Skills and feats: Climb +2, Hide +7, Jump +2, Listen +2, Move Silently +5, Profession (baker) +8, Spot +2, Swim +3; Skill Focus (Profession [baker]).

Demonic Left Arm (Ex): A demonic left arm is long and flexible like a tendril, with a crude, three-fingered claw at the end. If empty, it can attack (as noted above). Weapons used in the hand suffer a -2 attack pealty. Once per day, it can cast magic missile as a 5th-level wizard. Athemal has suffered a net total of 3 points of temporary Wis damage as a result of this arm's presence. (See the sidebar Drawbacks to Demonic Additions, page 115, for more information.)
Possessions: None.

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Page no. 122; OF 33; The Chamber of Dark Elementalism
Large Fire Elemental(1): hp 60; see Monster Manual page 98.
Large Earth Elemental(1): hp 68; see Monster Manual page 98.
Large Water Elemental(1): hp 68; see Monster Manual page 98.
Large Air Elemental(1): hp 60; see Monster Manual page 95.

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*note to self: some page numbers don't change, so don't get ahead of myself making placeholders again.

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Page no. 123; OF 35; Slave Pen
Orc: hp 3; AC 10 (no armor or weapons); see Monster Manual page 203.

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Page no. 123; OF 36; Air Door
Invisible Stalkers (2): hp 60, 49; see Monster Manual page 160.

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Page no. 123; OF 37; Guard Room
Ogres(6): hp 31, 28, 29, 33, 31, 30; AC 21 )Full Plate; Large greatsword +8 melee (3d6+7); Weapon focus (greatsword instead of greatclub); 3d10 gp each; see Monster Manual page 199.


*Module had Ogres at +9 melee... perhaps meant to be masterworked greatswords?
*added 3 hp's due to ogres now having toughness

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Page no. 123; OF 38; The Chamber of Hate
Succubus(1): hp 30; see Monster Manual page 47.

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Page no. 124; OF 39; Kennel
Ukemil: male Troglodyte; Clr5/Rog 4; CR 10; Medium Humanoid (Reptilian); HD 2d8+4 plus 5d8+10 plus 4d6+8; hp 69; Init +4; Spd 40ft; AC 24 (touch AC 14, flat-footed 20; Base Atk +7; Grp +8; Atk +9 melee (1d6+2/19-20, +1 short sword) or +12 ranged (1d6+1, javelin); Full Atk +9/+4 melee (1d6+2/19-20, +1 short sword) and +6 melee (1d4, bite) or +12/+7 ranged (1d6+1, javelin); SA Rebuke Undead 5/day, sneak attack +2d6, stench; SQ Darkvision 90ft, Demonic Right Leg, evasion, insanity, trapfinding, trap sense +1, uncanny dodge; AL NE; SV fort +10, Ref +9, Will +7; Str 12, Dex 18, Con 14, Int 11, Wis 16, Cha 14

Skills and feats: Bluff +6, Climb +7, Concentration +8, Disable device +4, Hide +15*, Jump +7, Knowledge(religion) +5, Listen +9, Move silently +13, Search +4, Spot +6, Use Magic Device+5; Dodge, Mobility, Multiattack, Scribe scroll, Weapon focus(javelin)
*+4 bonus on Hide checks in rocky or underground settings

Stench (Ex): When a troglodyte is angry or frightened, it secretes an oily, musk-like chemical that nearly every form of animal life finds offensive. All living creatures (except troglodytes) within 30 feet of a troglodyte must succeed on a DC 13 Fortitude save or be sickened for 10 rounds. The save DC is Constitution-based. Creatures that successfully save cannot be affected by the same troglodyte’s stench for 24 hours. A delay poison or neutralize poison spell removes the effect from the sickened creature. Creatures with immunity to poison are unaffected, and creatures resistant to poison receive their normal bonus on their saving throws.

Demonic Right Leg: A demonic right leg is long and agile. It increases Ukemil's speed by +10 (included above) and grant a +5 competence bonus on Climb and Jump checks. (See the sidebar on Drawbacks to Demonic Additions, page 115, for more information.)

Insanity: Insanity score 2. Wis 18 for bonus spells and DCs; Wis 14 for all other Wis-based checks.

Spells Prepared (5/5/4/3; base DC = 14 +spell level): 0-cure minor wounds (2), detect magic, detect poison, resistance; 1st-bane, command, cure light wounds, lesser confusion*, sheild of faith; 2nd-bear's endurace, bull's strength, hold person, Tharizun's touch* 3rd-contagion*, cure serious wounds, dispel magic.
*Domain spell. Deity: Tharizdun. Domains: Destruction (1/day smite, +4 attack, +5 damage); Madness (1/day add Insanity score to Wis-based roll).

Possessions: Black robes, +2 leather armor of silent moves, +1 short sword, potion of cat's grace, divine scroll of cure light wounds, divine favor, and locate object, 2 javelins, curved knife, 110 gp, iron key (opens chest in area 41 of the Other Fane), holy symbol (obex).


*Have adjusted Ukemil's con to 14 for now and adjusted his fort save as well. If yuo think I should adjust his HP and concentration instead please post.

*Adjusted Move silently for the adjustment on silent moves (+5 bonus rather than +10).

Fiendish Dire Lions (4): Large Magical beast(outsider) hp 71, 58, 60, 50; Smite Good (1/day +8 damage); Darkvision 60 ft., Spell resistance 13; Cold and Fire resistance (10); Damage reduction 5/magic; Int 3; see Monster Manual page 63.

Development: The ogres in area 37 retreat here if they need help. If sounds of fighting come from anywhere in area 37-42 (Ukemil Listen +9, lions +7), Ukemil leads his lions into battle after preparing himself with spells.

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*Have adjusted Ukemil's con to 14 for now and adjusted his fort save as well. If yuo think I should adjust his HP and concentration instead please post.
*Adjusted Move silently for the adjustment on silent moves.

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page no. 124; OF 40; Master Ukemil's Chamber (EL 6)

Posion needle trap: CR 6; Fortitude save (DC 24) resists, 1d6 Str/2d6 Str; Search (DC 25); Disable Device (DC 25);

Treasure: The chest contains clothing and gear as well as 123 gp, unguent of timelessness, and a scroll with the following spells detect good, augury, and protection from energy .

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page 126; OF 45; Magmin
Magmins (6): hp 9,10,8,13,14,7; see Monster Manual page 179.

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page 126; OF 47; Corugon Guest
Barbed Devil (Hamatula) hp 130; see Monster Manual page 51.

Tactics: If Hamatula knows foes are near, he uses scorching ray to set the bits of furniture alight. He creates a major image of a pit fiend within that fire. If attacked , he eagerly fight with their claws, trying to impale his opponents. He use hold person to immobilize those who avoid his hug attacks.

*As per the FAQ/errata I have included a Barbed Devil here. The taxctics is a hybrid of the origonal tactics, and the SRD stated tacktics for this devil.

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page 126; OF 48; Drow Ambassadors
Dirass: Male drow Wiz10; CR 11, Medium-size humaniod(elf); HD 10d4+10; hp 37; Init +4; Spd 30ft.; AC 16 (touch 14, flat-footed 12); Base Atk +5; Grp +4; Atk +4 melee (1d4-1/19-20, dagger) or +9 Ranged (1d4/19-20, hand crossbow); SA Spell-like abilities, [spells]; SQ Immunity to sleep spells and effects, and a +2 racial saving throw bonus against spells, spell like abilities and enchantment effects, Darkvision 120 ft., Light blindness; SR 21; AL CE; SV Fort +5, Ref +8, Will +8; Str 9, Dex 18, Con 13, Int 21, Wis 10, Cha 13.

Skills and feats: Concentration +14, Diplomacy +4, Hide +4, Knowledge (arcana) +18, Knowledge (the planes) +18, Listen +2, Move Silently +7, Search +7, Spellcraft +20, Spot +2; Brew Potion, Craft Wonderous Item, Dodge, Empower spell, Scribe Scroll, Silent Spell, Still Spell.

Dirass has mage armor in effect upon himself when encountered. With mage armor: AC 20 ( touch 14, flat-footed 16).

Spell-Like Abilities (Sp): 1/day-dancing lights, darkness, faerie fire (caster level 10). DC = 11 + spell level.

Weapon Proficiency: Dirass is automatically proficient with the hand crossbow, the rapier, and the short sword.

Light Blindness (Ex): Abrupt exposure to bright light (such as sunlight or a daylight spell) blinds Dirass for 1 round. On subsequent rounds, he is dazzled as long as he remain in the affected area.

Spells Prepared (4/6/5/4/4/3; base DC = 15 + spell level): 0-daze, detect magic, ray of frost, read magic; 1st-alarm, color spray, mage armor (2)*, magic missile, sheild; 2nd-blur, cat's grace, levitate, Melf's acid arrow, web; 3rd-lightning bolt (2), major image, nondetection; 4th-greater invisibility (2), ice storm, stoneskin; 5th-cone of cold, empowered lightning bolt, summon monster V.

Spellbook0-resistance, acid splash, detect poison, detect magic read magic, daze, dancing lights, flare, light, ray of frost, ghost sound, disrupt undead, touch of fatigue, mage hand, mending, message, open/close, arcane mark, prestidigitation; 1st-alarm, color spray, mage armor, magic missile, shield, sleep, disguise self, feather fall, identify, unseen servant; 2nd-blur, cat's grace, levitate, melf's acid arrow, web, bear’s endurance, bull’s strength, protection from arrows; 3rd-lightning bolt, major image, nondetection, dispel magic, fireball, fly, haste; 4th-greater invisibility, ice storm, stoneskin, scrying, evard’s black tentacles, fire shield; 5th-cone of cold, summon monster v, shadow evocation, dismissal, telekinesis.

Possessions: Headband of intellect +4, amulet of natural armor +2, cloak of resistance +1, potion of haste, potion of cure serious wounds, acrane scroll of stilled and silent magic missile, passwall, and see invisibility, arcane scroll of wall of fire, dimension door, dispel magic, and empowered magic missile, dagger, hand crossbow, 10 bolts, 3 doses of giant wasp poison (Fort save DC 18, 1d6 Dex/1d6 Dex), 750 gp of diamond dust, 16 pp.


*I increased his con to bring him more in line with his fort save, hp's, and concentration. (otherwise he was looking at have almost 100% hp's- not usual for these npc's. there have been one or two that have unusually high hp's but they are the exception, not the norm)

*He had one too many feats, but as Exotic Weapon Proficeincy: hand crossbow is free to 3.5 drow it was ok :)

*gave him 750 gp diamond dust as this is used in two of his spells. He can cast stoneskin twice now, and either one more casting or 5 non-detections.

*His AC was wrong- looks like a deflection bonus - maybe he was meant to have a ring of protection +2 at some point that was removed?

*Adjusted his tactics in regard to new durations on buffs.

*As the headband of intellect does not increase his skill points the removal of the scry skill helped somewhat. Reduced what appeared to be cross class expenditure in hide and move silently. Note 1 point left over, this can be thought of as being invested in move silently for 3 1/2 ranks.

*Saves were wrong, but raising con should fix fort, and I believe his buffed dex was used to figure reflex, and maybe even hide and move silently? Lowered reflex.



Maracla: Female drow Clr9; CR 10, Medium-size humaniod (elf); HD 9d8; hp 44; Init +2; Spd 20ft.; AC 21 (touch 12, flat-footed 19); Base Atk +6; Grp +7; Atk +8 melee (1d8+1, masterwork heavy mace) or +8 ranged (1d4/19-20, hand crossbow); Full Atk +8/+3 melee (1d8+1, masterwork heavy mace) or +8 ranged (1d4/19-20, hand crossbow); SA Rebuke Undead 5/day (+2 bonus), spell-like abilities, spells; SQ Insanity, Immunity to sleep spells and effects, and a +2 racial saving throw bonus against spells, spell like abilities and enchantment effects, Darkvision 120 ft., Light blindness; SR 20; AL CE; SV Fort +6, Ref +5, Will +8; Str 12, Dex 14, Con 10, Int 13, Wis 18, Cha 15.

Skills and Feats: Concentration +12, Knowledge (religion) +13, Listen +4, Search +3, Spot +4, Spellcraft +13; Brew Potion, Empower Spell, Scribe Scroll, Silent spell.

Spell-Like Abilities (Sp): 1/day-dancing lights, darkness, faerie fire (caster level 9). DC = 12 + spell level.

Insanity (Ex): Insanity score 4. Wis 22 for bonus spells and DC's; Wis 14 for other Wis-based checks.

Weapon Proficiency: Dirass is automatically proficient with the hand crossbow, the rapier, and the short sword.

Light Blindness (Ex): Abrupt exposure to bright light (such as sunlight or a daylight spell) blinds Maraclar for 1 round. On subsequent rounds, she is dazzled as long as he remain in the affected area.

Spells Prepared (6/7/7/5/4/3); base DC = 16 + spell level; 0-cure minor wounds (2), guidance, read magic, resistance (2); 1st-bless, cause fear, command, divine favor, entropic sheild*, protection from good, sheild of faith; 2nd-bear's endurance, bull's strength, cure moderate wounds, death knell, hold person, shatter*, silence; 3rd-contagion, dispel magic, magic circle against good*, magic vestment, protection from energy; 4th-dismissal, divine power, freedom of movement, unholy blight*; 5th-dispel good*, greater command, slay living.

*Domain spell. Deity: Tharizdun. Domains: Chaos (Chast chaotic spells at 10th level); Evil (Cast evil spells at 10th level).

Possessions: +1 chainmail, +1 heavy steel sheild of arrow deflection, potion of fly, divine scroll of greater command, flame strike and bear's endurance, divine scroll of slay living and hold person, divine scroll of inflict critical wounds (2), masterwork heavy mace, hand crossbow, 10 bolts, 3 doses of giant wasp poison (Fort save DC 18; 1d6 Dex/1d6 Dex), 34 pp.


*Added silent spell as no longer uses a feat to be proficent with hand crossbow. No spells are currently momorised as silent (more of a flavor thing - Dirass also has silent spell and he does not have any silent spells either, just scrolls) but she could change some if she survives a encounter with the party and decides she needs to use this tactic.

*Moved greater command to 5th level where it should have been (was accidentily listed at 5th).

*Removed tactics section as spell durations on buff's are shorter.


Tactics: Despite their chaotic nature these two work very well together. Dirass always has mage armor cast on himself.
If given time to prepare (+4 listen, this might hear pitched battle with the Devil, outside their room or with the dragon) Maracla will cast magic vestment, freedom of movement, and bull's strength on herself, and bear's endurance on Dirass, while Dirass will cast cat's grace and sheild on himself.
Dirass with mage armor, bear's endurance, cat's grace, and sheild: hp 57; AC 26 (touch 16, flatfooted 20); Atk +11 ranged; Fort +7, Ref + 10; Dex 22, Con 17; Concentration +16, Hide +6, Move Silently +9.
Maracla with magic vestment, freedom of movement, and bull's strength: AC 23 (touch 12, flat-footed 21); Atk +10 melee (1d8+3, masterwork heavy mace); Full Atk +10/+4 melee (1d8+3, masterwork heavy mace); Str 16.
Preparing for battle Maracla casts divine favor (Atk +13 melee (1d8+6, masterwork heavy mace); Full Atk +13/+7 melee (1d8+6, masterwork heavy mace) ) while Dirass casts improved invisibility, levitate and nondetection.
Due to their fear of the Devil, they are just as likely to run away if they hear fighting going on next door as they are to help. In that circumstance, they would leave the defensive spellcasting (bull's strength, etc) until they have regrouped as per development.


*Note on the Drow tactics: Dirass cannot cast vampiric touch and therefore would never close to combat range, plus Maraclar cannot levitate so would not be able to go up to heal Dirass. If things turn pear shaped Dirass is most likly to use either his dimension door or passwall scroll to get them out of there.

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